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Legal and Financial Summary 

 
Legal Structure :

We are excited to announce the completion of our search for a legal structure that serves to :

1. Protect the land in perpetuity from sale or use that falls outside of the Avalon vision

2. Provide investors security and equity until their investment is paid back with interest

3. Avoid the "ownership control” issue that many new communities face, where those with the most money make the decisions.

We believe that this new legal structure can be utilized as a template by other self-organizing ecovillages in the future.


The Legal Structure Consists of :

1) Avalon Springs, LP (a California Limited Partnership) - Avalon Springs, LP is a California limited partnership, comprised of one General Partner - Avalon Springs, LLC - and  Limited Partner investors. The LP will own all land & property and provides real estate backed security to all investors.

2) Avalon Springs, LLC (a Florida Limited Liability Company), the General Partner managing the LP.  The LLC consists of the Core Council of decision-making Members and other Members as the community grows.

3) A non-profit land trust being formed - will own 90% of all land & property after all investors are paid back in full.  This non-profit organization will also provide tax benefits for Investors in the LP and to anyone offering philanthropic gifts to Avalon Springs in the future.


The legal structure is based on a Limited Partnership, where the Core Council retains management decisions on behalf of the project via the LLC as a General Partner, and where investors (including Founding Members) take positions as Limited Partners in the LP.

During the first few years of operation, 50% of all profits go to paying back the investors.  On the celebrated day when the investors are completely paid back with interest, all of the equity that had been held by those investors in the LP will be deeded into a non-profit land-trust designed to hold the land in perpetuity according to the vision, mission and dedication of Avalon Springs to intentional community, spirituality, permaculture and the multi-faceted lifestyle of sustainability.

This will also offer a tax deduction opportunity to Avalon Springs, LP investors after they have already been paid back in full with interest, and most importantly, it will protect the Avalon land from being sold off or changed significantly by anyone, including the Core Council or other future community members.  And investors help birth Avalon and get their full investment back so that they may re-use flow of money to seed changes elsewhere again !!!


Financial :

Completion of Avalon Springs, including the EcoVillage community, the Healing Retreat Center and the Special Events Complex requires $15 million in additional capital funding. As of Dec'07, we have secured about $2.5 million; paid off $1.5 million on the land purchase, and spent $1 million on operating costs. We are raising an additional $15 million now to complete this project.

There's a 2 phase funding plan for Avalon Springs :

1) Founding Member Investors - still seeking people interested in being a foundation for Avalon's development.
2) Avalon Gratitude Plan - our Membership plan has a limited number of memberships available until fully subscribed.

Founding Members are the people helping to birth Avalon Springs. While they are Limited Partners, their money is returned almost like a loan. They get all their principal with 5% interest back within a few years, by getting 50% of all profits from Avalon first, once revenues are generated. They are secured by owning all land, property, assets and equity of Avalon until they are fully paid back. Upon full pay back, they automatically transfer their "ownership" into the long term land/property holding entity - a non-profit or land trust or foundation that will hold the land long term for the benefit of the community in the "commons" with no individual ownership. After getting their principal and interest back, the Founding Members also get a one time tax deduction as well, in the year they transfer the land to the long term trust. Founding Members also get visitation rights to Avalon as per the Perks defined in the Financial Overview document (available upon request).

Avalon Gratitude Plan Members invest a one time fee for which they will get membership rights to come visit/partake/experience the life changing and inspiring offerings of Avaalon - each year (for a weekend, week, mid-week, 2 weeks or 4 weeks respectively) in perpetuity. The Gratitude Plan Members get visitation rights for their whole lives and can pass on their Memberships to their children and grand-children or gift their visitation rights to family, friends, employees or colleagues. Members may also use their Membership for years and then sell their Membership to someone else for a much higher value (probably), making this a great life enhancing investment (details). Avalon is making these limited number of Memberships available only for this one time now, and expects that Memberships will never ever be sold again in the future, ensuring limited availability and a high resale value for these invstments.

Unique Secured Loan Opportunity - Avalon is also offering a loan opportunity to select qualified investors willing to loan any amount between $100,000 (min.) to $1.5 million (max.) to Avalon Springs, LP at 8% annual interest for 12 or 18 or 24 or 30 or 36 month term. This would allow Avalon to keep progressing forward on development; and Avalon can pay the lender(s) back from continued capital raises. The lender(s) will be fully secured by the value of the land/property owned by Avalon Springs, with a legal lien filing with the county government providing full security (worth about $4-5 million now after all the work that has already been done with cleanup, improvements, design, engineering and permits), until fully paid back. Lenders to Avalon are first in line ahead of Founding Member investors in terms of security, although both are secured by the highly valuable land and property of Avalon.


THIS OFFERING PROFILE IS NOT AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY. IT IS ONLY A BRIEF SUMMARY WHICH IS SUBJECT TO CHANGE AND SHOULD NOT BE CONSIDERED AS PROVIDING SUFFICIENT INFORMATION TO EVALUATE THE INVESTMENT. AN OFFER CAN BE MADE ONLY BY OUR PRIVATE FINANCIAL MEMORANDUM DESCRIBING THE INVESTMENT IN GREATER DETAIL AND SUPERCEDING THE INFORMATION HEREIN. OUR PRIVATE FINANCIAL MEMORANDUM WILL BE FORWARDED ON REQUEST TO INVESTORS WHO, IN THE OPINION OF THE PLACEMENT AGENT, ARE QUALIFIED UNDER APPLICABLE SECURITIES LAWS. THIS ADVERTISEMENT IS NOT AN OFFERING. THE INVESTMENT UNITS MAY NOT BE SOLD, AND OFFERS TO BUY MAY NOT BE ACCEPTED, UNTIL A PRIVATE FINANCIAL MEMORANDUM HAS BEEN DELIVERED TO THE INVESTOR.

Private Financial Package and Presentation available upon request.

Investor Inquiries :
Please send email to: Invest@AvalonSprings.org